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CHINA MANUFACTURING CONTRACT
中国制造合同
Main Clauses
Applicable Law and Arbitration
Model Contract (English-Chinese)
CHINA MANUFACTURING CONTRACT 中国制造合同
1. Introduction
2. Main clauses
3. Law and Jurisdiction
4. Arbitration
5. Language
6. ...
This contract is used when the foreign company gives precise
instructions to the Chinese manufacturer so as to manufacture...
Some of the most important clauses in the China Manufacturing Contract are as follows:
2. MAIN CLAUSES
See Sample China Ma...
In accordance with Chinese Laws (PRC Civil Law), the Parties are
allowed to choose the law and jurisdiction they wish to a...
In contracts subject to Arbitration in China, it is advisable to act as follows:
•	 Choose one of the Arbitration Commissi...
5. LANGUAGE
In China, contracts are usually drawn up either in English or in a dual
English-Chinese version. It is not com...
6. MODEL CONTRACT (ENGLISH-CHINESE)
In order to obtain the Manufacturing Contract for China,
in bilingual version (English...
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China Manufacturing Contract in English-Chinese 中国制造合同

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中国制造合同 Model of CHINA MANUFACTURING CONTRACT in English and Chinese for companies subcontracting their manufacturing in China.

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China Manufacturing Contract in English-Chinese 中国制造合同

  1. 1. CHINA MANUFACTURING CONTRACT 中国制造合同 Main Clauses Applicable Law and Arbitration Model Contract (English-Chinese)
  2. 2. CHINA MANUFACTURING CONTRACT 中国制造合同 1. Introduction 2. Main clauses 3. Law and Jurisdiction 4. Arbitration 5. Language 6. Model Contract (English-Chinese) www.globalnegotiator.com
  3. 3. This contract is used when the foreign company gives precise instructions to the Chinese manufacturer so as to manufacture customised products in terms of specifications, materials used, packaging and wrapping, equipment, designs and models, and the use of confidential information. The purpose of the contract is to offer a guarantee to foreign companies subcontracting their manufacturing in China that the manufactured products comply with certain technical and commercial requirements, and also that the Chinese manufacturer complies with the confidentiality and intellectual property rights of the foreign company. This contract is known in China as OEM Manufacturing Contract (OEM - Original Equipment Manufacturing) and is adapted to the uses and commercial practices of the Chinese market and Chinese contract law (People’s Republic of China Contract Law). 1. INTRODUCTION www.globalnegotiator.com
  4. 4. Some of the most important clauses in the China Manufacturing Contract are as follows: 2. MAIN CLAUSES See Sample China Manufacturing Contract www.globalnegotiator.com 1. MANUFACTURE OF PRODUCT 产品的生产 2. QUALITY CONTROL 质量控制 3. RESTRICTIONS OF THE MANUFACTURER 制造商的限制 4. OWNERSHIP AND RISK 所有权和风险 5. PRICING AND DELIVERY 定价和交付 6. PAYMENT 支付 7. INTELLECTUAL PROPERTY 知识产权 8. CONFIDENTIALITY 保密协议 9. TERM AND TERMINATION 合同期限和终止 10. ASSIGNMENT AND SUBCONTRACTING 任务和分包 11. COSTS 成本 12. RELATIONSHIP OF THE PARTIES 合同方关系
  5. 5. In accordance with Chinese Laws (PRC Civil Law), the Parties are allowed to choose the law and jurisdiction they wish to apply in contracts with foreign companies. Nevertheless, in commercial practices Chinese companies refuse to sign contracts in which matters of litigation are not referred to the Courts or Arbitration Commissions of China. The questions of which procedure to choose will depend particularly on the power and influence of the Chinese Party and the prestige of the Court proposed by the Chinese company; as a general rule, it will be preferable to choose the alternative of Arbitration rather than the Court. 3. LAW AND JURISDICTION See Sample China Manufacturing Contract
  6. 6. In contracts subject to Arbitration in China, it is advisable to act as follows: • Choose one of the Arbitration Commissions with most prestige and international experience: CIETAC (China International and Economic Trade Arbitration Commission) or BAC (Beijing Arbitration Commission). Chinese companies will not oppose at this point. • Regardless of where the central office of the Chinese company is located, it is preferable for the Arbitration to take place in Beijing or Shanghai, the two cities with most experience and the best arbitrators. • The arbitration will be carried out in the English language. It is important to take into account that if no language is specified in the contract, the arbitration will be in Chinese. At this point, Chinese companies would be expected to object strongly, and might even use it as grounds for not signing the contract. 4. ARBITRATION See Sample China Manufacturing Contract
  7. 7. 5. LANGUAGE In China, contracts are usually drawn up either in English or in a dual English-Chinese version. It is not common to sign contracts in other languages such as Spanish, French or German. For the version in Chinese, simplified Mandarin Chinese shall be used. It is advisable to use the dual English-Chinese version as this will make it easier to negotiate the contract, and also help compliance with obligations and an amicable settlement in the event of conflict. However, when using the English-Chinese dual version, the Chinese company would try to insist that the Chinese version prevails in the event of conflict. See Sample China Manufacturing Contract
  8. 8. 6. MODEL CONTRACT (ENGLISH-CHINESE) In order to obtain the Manufacturing Contract for China, in bilingual version (English and Chinese), click on: China Manufacturing Contract www.globalnegotiator.com

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